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09-187.00 American West Roofing: Precinct Roof RepairAGREEMENT FOR CONSTRUCTION OR SERVICES American West Roofing THIS AGREEMENT is made by and between the City of Spokane Valley, a code City of the State of Washington, hereinafter "City" and American West Roofing hereinafter "Contractor," jointly referred to as "parties." IN CONSIDERATION of the terms and conditions contained herein the parties agree as follows: 1. Work to Be Performed The Contractor shall do all work and furnish all labor, tools, materials, supplies and equipment for the Repair and Patching of the Spokane Valley Police Precinct Building Roof Project (hereinafter "work") in accordance with, and as described in Exhibit 1 (Scope of Services), which is by this reference incorporated herein and made part hereof ("Contract Documents "), and shall perform any changes in the work in accord with the Contract Documents. The CONTRACTOR shall, for the amount set forth in the Contractor's bid proposal attached hereto, assume and be responsible forthe cost and expense of all work required for constructingand completingthe work and related activities provided for in the Contract Plans and Contract Documents, except those items mentioned therein to be furnished by the City of Spokane Valley. The City Manager, or designee, shall administerand be the primary contact for Contractor. Prior to commencement of work, Contractor shall exercise best efforts to contact the City Manager or designee to review the scope of services, schedule, and time of completion. Upon notice from the City, Contractor shall promptly commence work, complete the same in a timely manner, and cure any failure in performance under this agreement. Unless otherwise directed by the City, all work shall be performed in conformance with the Contract Plans, Contract Documents, City and State standards. Contractor acknowledges review of the Contract Plans and Contract Documents and accepts the same. Contractor shall exercise best efforts, including the selection of the highest quality materials; so that all work performed shall be in compliance with current related industry standards. 2. Term of Contract This agreement shall be in full force and effect upon execution and shall remain in effect until December 15, 2009. The City may terminate this agreement by ten days' written notice to the other party. In the event of such termination, the City shall pay the Contractor for all work previously authorized and satisfactorily performed prior to the termination date. 3. Compensation The City agrees to pay the Contractom fee of $2,600.00 plus W.S.S.T. for the materials, as full compensation for everything furnished and done under thimgreement. 4. Payment The Contractor may elect to be paid in monthly installments, upon presentation of an invoiceto the City, or in a lump sum, upon completion ofthe work. Applications for payment shall be sent to the City Clerk at the belowstated address. Agreement for Construction Services Pagel of 5 c�9 -1 The City reserves the right to withhold payment under this agreement which is determined, in the reasonable judgment of the City Manager, to be noncompliant with the Contract Plans, Contract Documents, or City or State standards. 5. Notice Notice shall be given in writing as follows: TO THE CITY: TO THE CONTRACTOR: Name: Christine Bainbridge, City Clerk Phone Number: (509) 921 -1000 Address: 11707 East Sprague Ave., Suite 106 Spokane Valley, WA 99206 Name: American West Roofing Phone Number: 509- 324 -0990 Address: 14919 E. Aurora Lane Spokane Valley, WA 99037 6. Applicable Laws and Standards The parties, in the performance of this agreement, agree to comply with all applicable Federal, State and local laws, and City ordinances and regulations. 7. Prevailing Wages on Public Works Unless otherwise required bylaw, if this contract is for a "public work" which is defined as "work, construction, alteration, repair or improvement other than ordinary maintenance executed at the cost of the City," the following provision applies: This agreement provides for the construction of a public work and a payment of prevailing wages according to Washington law. All workers, laborers or mechanics shall be paid a prevailing rate of wage. Before any payment may be made to Contractor a "Statement of Intent to Pay Prevailing Wages" must be submitted to the City. Following final acceptance of the public works project, the Contractor and each subcontractor shall submit an "Affidavit of Wages Paid" before retained funds will be released to the Contractor. The affidavit must be certified by the industrial statistician of the Department of Labor and Industries. 8. Relationship of the Parties It is hereby understood, agreed and declared that the Contractor shall be an independent Contractor and not the agent or employee of the City, that the City is interested in only the results to be achieved, and that the right to control the particular manner, method and means of the work is solely within the discretion of the Contractor. Any and all employees who provide services to the City under this agreement shall be deemed employees of the Contractor. The Contractor shall be solely responsible for the conduct and actions of all its employees under this agreement and any liability that may attach thereto. 9. Ownership of Documents All drawings, plans, specifications, and other related documents prepared by the Contractor under this agreement are and shall be the property of the City, and maybe subject to disclosure pursuant to RCW 42.56 or other applicable public record laws. 10. Records The City or State Auditor or any of their representatives shall have full access to and the right to examine during normal business hours all of the Contractor's records with respect to all matters covered in this contract. Such representatives shall be permitted to audit, examine and make excerpts or transcripts from such records and to make audits of all contracts, invoices, materials, payrolls and record of matters covered by this contract for a period of three years from the date final payment is made hereunder. 11. Warranty Unless provided otherwise in the Contract Plans or Contract Documents, Contractor warrants all work and materials performed or installed under this contract are free from defect or Agreement for Construction Services Page 2 of 5 failure for a period of one year following final acceptance by the City, unless a supplier or manufacturer has a warranty for a greater period, which warranty shall be assigned to the City. In the event a defect or failure occurs in work or materials, the Contractor shall within the warranty period remedy the same at no cost or expense to the City. 12. Contractor to Be Licensed And Bonded The Contractor shall be duly licensed and bonded by the State of Washington at all times this agreement is in effect. 13. Insurance The Contractor shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Contractor, their agents, representatives, employees or subcontractors. No Limitation. Contractor's maintenance of insurance as required by the agreement shall not be construed to limit the liability of the Contractor to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy available at law or in equity. A. Minimum Scope of Insurance. Contractor shall obtain insurance of the types described below: 1. Automobile Liability insurance covering all owned, non - owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) from CA 00 O1 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. 2. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products - completed operations, stop gap liability, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed to provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85. There shall be no endorsement or modification of the Commercial General Liability insurance for liability arising from explosion, collapse or underground property damage. The City shall be named as an insured under the Contractor's Commercial General Liability insurance policy with respect to the work performed for the City using ISO Additional Insured endorsement CG 20 10 10 01 and Additional Insured - Completed Operations endorsement CG 20 37 10 01 or substitute endorsements providing equivalent coverage. 3. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington. B. Minimum Amounts oflnsurance. Contractor shall maintain the following insurance limits: 1. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. 2. Commercial General Liability insurance shall be written with limits no less that $1,000,000 each occurrence, $2,000,000 general aggregate and a $2,000,000 products - completed operation aggregate limit. Agreement for Construction Services Page 3 of 5 C. Other Insurance Provisions. The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance: 1. The Contractor's insurance coverage shall be primary insurance as respect to the City. Any Insurance, self - insurance, or insurance pool coverage maintained by the City shall be excess of the Contractor's insurance and shall not contribute with it. 2. Cancellation of Consultant's insurance shall be governed by either: a. the policy shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty days prior written notice by certified mail, return receipt requested, has been given to the City, or b. the Consultant shall provide at least 30 days prior written notice by certified mail, return receipt requested of a cancellation. D. Acceptability oflnsurers. Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. E. Evidence of Coverage. As evidence of the insurance coverages required by this contract, the Contractor shall furnish acceptable insurance certificates to the City at the time the Contractor returns the signed contract. The certificate shall specify all of the parties who are additional insureds, and will include applicable policy endorsements, and the deduction or retention level. Insuring companies or entities are subject to City acceptance. If requested, complete copies of insurance policies shall be provided to the City. The Contractor shall be financially responsible for all pertinent deductibles, self - insured retentions, and /or self - insurance. 14. Indemnification and Hold Harmless The Contractor shall defend, indemnify and hold the City, its officers, officials, employees and volunteers harmless from any and all claims, injuries, damages, losses or suits including attorney fees, arising out of or in connection with the performance ofthis agreement, except for injuries and damages caused by the sole negligence of the City. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.1 15 , then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Contractor and the City, its officers, officials, employees, and volunteers, the Contractor's liability hereunder shall be only to the extent ofthe Contractor's negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the Contractors waiver of immunity under Industrial Insurance, Title 51 RCW solely for the purposes of this indemnification. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive the expiration or termination of the agreement. 15. Waiver No officer, employee, agent, or other individual acting on behalf of either party, has the power, right, or authority to waive any of the conditions or provisions of this agreement. No waiver in one instance shall be held to be waiver of any other subsequent breach or nonperformance. All remedies afforded in this agreement, or by law, shall be taken and construed as cumulative, and in addition to every other remedy provided herein or by law. Failure of either party to enforce, at any time, any of the provisions of this agreement, or to require, at any time, performance by the other party of any provision hereof, shall in no way be construed to be a waiver of such provisions, nor shall it affect the validity of this agreement, or any part thereof. Agreement for Construction Services Page 4 of 5 16. Assignment and Delegation Neither party shall assign, transfer, or delegate any or all of the responsibilities of this agreement, or the benefits received hereunder, without first obtaining the written consent of the other party. 17. Jurisdiction and Venue This agreement is entered into in Spokane County, Washington. Venue shall be in Spokane County, State of Washington. 18. Arbitration All disputes arising under this agreement shall be resolved through arbitration pursuant to State law. Rules for arbitration shall be those prescribed by the American Association of Arbitration. 19. Entire Agreement This written agreement constitutes the entire and complete agreement between the parties, and supercedes any prior oral or written agreements. This agreement may not be changed, modified, or altered, except in writing and signed by the parties hereto. 20. Anti - kickback No officer or employee of the City, having the power or duty to perform an official act or action related to this agreement, shall have, or acquire, any interest in this agreement, or have solicited, accepted, or granted, a present or future gift, favor, service, or other thing of value from any person with an interest in this agreement. 21. Business Registration Prior to commencement of work, Contractor shall register with the City as a business. 22. Severability If any section, sentence, clause or phrase of this agreement should be held to be invalid for any reason by a court of competent jurisdiction, such invalidity shall not affect the validity of any other section, sentence, clause or phrase of this agreement. 23. Exhibits Exhibits attached and incorporated into this agreement are: 1. Scope of Services; 2. Insurance Certificates. IN WITNESS WHEREOF, the parties have executed this agreement this day of D /no r 3 2009. CITY OF SPOKANE VALLEY: City Mana er I CONTRACTOR: Owner REDACTED Tax I.D. No.. ATTES . APPROVED AS TO FORM: A� City Clerk Office ofk4e City Atto e This document contains confidential tax information and has been redacted pursuant to RCW 82.32.330. Agreement for You may petition for a review of our findings pertaining to any Page 5 of redacted or withheld documents pursuant to Spokane Valley Municipal Code (SVMC) 2.75.080; and obtain judicial review pursuant to RCW 42.56.550. Exhibit 1 — Scope of Services Spokane Valley Police Precinct Roof Repair Project Based upon 5/14/09 Proposal 1. Project consists of repairing and patching damaged areas of the Police Precinct roof as described in 5/14/09 proposal. Address is 12710 E. Sprague, Spokane Valley, WA 99216. 2. Contractor to: a. Patch roof tears in TPO membrane b. Heat weld TPO patch over tears on entire roof c. Inspect roof, locate damaged areas and patch d. Coordinate project with CenterPlace Maintenance staff 3. Contract cost to include all labor, materials and supplies necessary to perform the job along with any necessary permit fees and prevailing wages. 4. This is a prevailing wage public works contract. Sales tax is not to be paid on the labor portion of the contract. 5. CenterPlace representative for this project is: -Brian Moat - Office: 688 -0302 -Fax: 688 -0188 -bmoat@)si)okanevalley.org Receipt/ Invoice r American West Roofing 14919 E. Aurora Jane ,Vera&e, WA 99037 Custom r Information :\ Name- Address: /,R �/`(} la Phone: Date: Sales Rep: Travis Chapman Q TL Zbto tal: Phone: 508- 324 -0990 Meensed Bonded Insured a 2,2- (,2, 0 AMERIWR.66JF wP �� �(a.20 AA DRD, CERTIFICATE OF LIABILITY INSURANCE D1ATE MMIDDYYYY 1/1012009 PRODUCER (509)924 -7755 FAX (509)922 -0610 Doty & Giles, Inc. 1213 North Pines Rd. Spokane, WA 99206 Cheryl Ames THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC # INSURED American West Roofing _ 14919 E. Aurora Lane Veradale, WA 99037 INSURER A: Western Heritage Insurance Co INSR DD' TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION INSURER B: GENERAL LIABILITY SCP0765706 09/04/2009 09/04/2010 INSURER S 1,000,000 INSURER D. DAMAGE TO RENTED Pi INSURER E. CLAIMS MADE a OCCUR rnvvonr_oe V THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL INSR DD' TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS GENERAL LIABILITY SCP0765706 09/04/2009 09/04/2010 EACH OCCURRENCE S 1,000,000 X COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED Pi S IOO, ODD CLAIMS MADE a OCCUR MED EXP (Anyone person) S 5,000 A PERSONAL B ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GENT AGGREGATE LIMIT APPLIES PER PRODUCTS - COMP /OP AGG S 2,000,000 POLICY X PRO LOC JEGT AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT S ANY AUTO (Ea accident) BODILY INJURY $ ALL OWNED AUTOS SCHEDULED AUTOS (Per person) BODILY INJURY $ HIRED AUTOS NON -OWNED AUTOS (Per accident) PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT S OTHER THAN FA ACC $ ANY AUTO $ AUTO ONLY: AGG EXCESSIUMBRELIA LIABILITY EACH OCCURRENCE $ AGGREGATE $ OCCUR ❑ CLAIMS MADE $ DEDUCTIBLE $ RETENTION It WC STATU OTH- - WORKERS COMPENSATION AND LIM E. L. EACH ACCIDENT $ EMPLOYERS' LIABILITY ANY PROPRIETORIPARTNERIEXECUTIVE E. L. DISEASE - EAEMPLOYEE $ OFFICERIMEMBER EXCLUDED? If yes, describe under SPECIAL PROVISIONS below E. L. DISEASE - POLICY LIMIT $ OTHER DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS is listed perations of the named insured as outlined above ; City of Spokane Valley as additional insured ; policy contains primary and non conbributory endorsement and Waiver of Subrogation !`Aldn`pa 1 ATInNI V Cin. 1 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL City of Spokane Valley 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, Parks and Recreation Dept. BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY 2426 N. Discovery Place OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTAT V[ Spokane Valley, WA 99216 Cheryl Ames ACORD 25 (2001108) / © ACORD CORPORATION 1988 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 (2001108)